ORION MINE FINANCE ANNOUNCES FINANCING TRANSACTIONS WITH SABINA GOLD & SILVER CORP.

TORONTO, Feb. 8, 2022 /CNW/ – Orion Mine Finance announced today that Orion Fund III

TORONTO, Feb. 8, 2022 /CNW/ – Orion Mine Finance announced today that Orion Fund III (Mt) LLC, a limited liability company managed by Orion Mine Finance Management III LLC (collectively, “Orion“), entered into a subscription agreement on February 7, 2022 (the “Subscription Agreement“) with Sabina Gold & Silver Corp. (“Sabina“) and Wheaton Precious Metals Corp. (“Wheaton“), pursuant to which Orion has agreed to subscribe for common shares of Sabina (“Common Shares“) for aggregate gross proceeds of approximately C$95 million (the “Orion Private Placement“) and Wheaton has agreed to subscribe for Common Shares for aggregate gross proceeds of approximately C$25 million (together with the Orion Private Placement, the “Private Placement“). The subscription price for the issuances under the Private Placement will be C$1.30 per Common Share and the Private Placement is expected to be completed in three tranches. Sabina has notified Zhaojin International Mining Company Ltd. (“Zhaojin“) of its participation rights in respect of the Private Placement, which Zhaojin may exercise to acquire additional Common Shares in connection therewith. Zhaojin’s subscription for Common Shares will impact the allocation of the Common Shares to be issued in the second and third tranche of the Private Placement. The Private Placement is subject to the acceptance of the Toronto Stock Exchange (the “TSX“) and other customary closing conditions and the final tranche of the Private Placement is subject to the approval of Sabina’s shareholders pursuant to the polices of the TSX (the “Shareholder Approval“).

Upon closing of the first tranche of the Private Placement (the “First Tranche“), which is expected to occur later in February, Orion will acquire 46,209,769 Common Shares for aggregate gross proceeds of approximately C$60 million and Wheaton will acquire 12,322,605 Common Shares for aggregate gross proceeds of approximately C$16 million. The second tranche of the Private Placement is expected to be completed later in the first quarter of 2022 and the third tranche is expected to occur in the second quarter of 2022, provided that the Shareholder Approval is obtained.

The Private Placement is being completed as part of a broader financing package totaling approximately US$520 million (the “Financing“) being provided to Sabina by Orion and Wheaton for the development of Sabina’s Goose Mine at its Back River Project in Nunavut, Canada (the “Project“). The Financing is comprised of a US$225 million senior secured credit facility to be provided by Orion, a US$75 million gold prepay facility to be provided by Orion, a US$125 million gold stream arrangement to be provided by Wheaton and the Private Placement. Definitive agreements in respect of the foregoing elements of the Financing have been entered into by the parties thereto. In addition, Orion and Sabina have entered into an offtake agreement in respect of gold produced from the Project (the “Offtake Agreement“). Further information regarding the Financing and the Offtake Agreement is contained in Sabina’s press release dated February 8, 2022, a copy of which can be found under the SEDAR profile of Sabina at www.sedar.com.

Orion does not own any securities of Sabina. Immediately following the closing of the First Tranche, Orion will own 46,209,769 Common Shares, representing approximately 11.14% of Sabina’s issued and outstanding Common Shares (based on a total of 356,345,907 Common Shares being issued and outstanding and assuming the closing of the First Tranche in full). 

Orion is acquiring the Common Shares for investment purposes. Other than in connection with the Private Placement, Orion has no current plan or intentions which relate to, or would result in, acquiring additional securities of Sabina, disposing of securities of Sabina, or any of the other actions requiring disclosure under the early warning reporting provisions of applicable securities laws. Depending on market conditions, Orion’s view of Sabina’s prospects and other factors Orion considers relevant, Orion may acquire additional securities of Sabina from time to time in the future, in the open market or pursuant to privately negotiated transactions, or may sell all or a portion of its securities of Sabina.

This news release is being issued under the early warning reporting provisions of applicable securities laws. An early warning report with additional information in respect of the foregoing matters will be filed and made available under the SEDAR profile of Sabina at www.sedar.com. To obtain a copy of the early warning report, you may also contact Dov Lader, Deputy General Counsel of Orion Resource Partners (USA) LP at 212-596-3467. Orion Mine Finance Management III LLC’s address is 251 Little Falls Drive, Wilmington, Delaware, USA, 19808. Sabina’s head office is located at 555 Burrard Street, Suite 1800, Vancouver, BC, V7X 1M9.

Forward-Looking Information

Certain statements in this press release are forward-looking statements and are prospective in nature, including statements with respect to the completion and timing of the Private Placement, the completion of the Financing, Zhaojin’s potential subscription for Common Shares, TSX approval of the Private Placement and the Shareholder Approval and Orion’s future intentions regarding the securities of Sabina. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Such forward-looking statements should therefore be construed in light of such factors, and Orion is not under any obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

SOURCE Orion Mine Finance Management III LLC

For further information: Dov Lader, Deputy General Counsel of Orion Resource Partners (USA) LP at 212-596-3467

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